SC 13D/A 1 ef20038839_sc13da.htm SC 13D/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
 
Under the Securities Exchange Act of 1934

(Amendment No. 04)*

BLACKROCK LONG-TERM MUNICIPAL ADVANTAGE TRUST
(Name of issuer)

VARIABLE RATE MUNIFUND TERM PREFERRED SHARES
(Title of Class of Securities)
 
09250B202
(CUSIP Number)
 
Bank of America Corporation
Bank of America Corporate
Center 100 N. Tryon Street
Charlotte, North Carolina 28255
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

November 14, 2024
(Date of Event Which Requires Filing of
this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-l(e), 13d-l(f) or 13d-l(g), check the following box ☐.
 
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




SCHEDULE 13D




CUSIP No. 09250B202



1
NAMES OF REPORTING PERSONS
 
 
Bank of America Corporation 56-0906609
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 

 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
380
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
380
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
380
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
50%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
HC
 
 
 
 
 


SCHEDULE 13D




CUSIP No. 09250B202


1
NAMES OF REPORTING PERSONS
 
 
Banc of America Preferred Funding Corporation 75-2939570
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
0
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
0
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
0
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
co
 
 
 
 
 


SCHEDULE 13D




CUSIP No. 09250B202


1
NAMES OF REPORTING PERSONS
 
 
BofA Securities, Inc.  47-4921463
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
380
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
380
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
380
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
50%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
BD
 
 
 
 


Item 1.
Security and Issuer

This Amendment No. 4 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated October 29, 2015 and filed with the SEC on November 6, 2015 (as amended to the date hereof, the “Original Schedule 13D”) for Bank of America Corporation ("BAC") and Bank of America Preferred Funding Corporation ("BAPFC") (collectively, the "Reporting Persons") with respect to the Variable Rate Demand Preferred Shares ("VRDP Shares") of BlackRock Long-Term Municipal Advantage Trust (the "Issuer").

This Amendment is being filed to report a change in the Reporting Persons' ownership percentage of the Issuer as a result of an automatic tender of the Reporting Persons’ 760 VRDP Shares (CUSIP No. 09250B202). BofA Securities, Inc. (“BOFAS”) has purchased a portion of these shares in its capacity as market maker in the VRDP shares.

The Reporting Persons are currently analyzing their additional trading activity in securities of the Issuer and expect to file another Schedule 13D amendment as promptly as reasonably practicable once that analysis is complete.

Item 2.
Identity and Background

Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment.

Item 3.
Source and Amount of Funds or Other Consideration

Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
"The 760 VRDP Shares (CUSIP No. 09250B202) held by BAPFC were automatically tendered on November 14, 2024 for a price of $100,000 per share (the "Transaction") and as a result of the Transaction, BAPFC no longer own any VRDP Shares (CUSIP No. 09250B202) of the Issuer. BOFAS has purchased a portion of these shares in its capacity as market maker in the VRDP shares.

Item 4
Purpose of the Transaction

Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
"As a result of the Transaction, the BAPFC no longer own any VRDP Shares (CUSIP No. 09248L502). BOFAS has purchased a portion of these shares in its capacity as market maker in the VRDP shares."

Item 5.
Interest in Securities of the Issuer

Paragraph (c), (d) and (e) of Item 5 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
“(c) The reporting persons have affected the following transactions in VRDP shares.

TRADE DATE
BUY/SELL
QUANTITY
PRICE
EXECUTION
11/14
BUY
760 Shares
76,000,000
OTC
11/14
SELL
380 Shares
38,000,000
OTC

(d) Not applicable.
(e) On November 14, 2024, as a result of the Transaction, BAPFC ceased to be the beneficial owner of more than five percent of the class of securities."

Item 7.
Material to be Filed as Exhibits

Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 and Exhibit 99.2 thereto and the insertion of the following exhibits:

"Exhibit Description of Exhibit

 
Joint Filing Agreement




Power of Attorney


SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Date: November 18, 2024.

 
BANK OF AMERICA CORPORATION
     
 
By:
/s/ Andres Ortiz
   
Name: Andres Ortiz
   
Title: Authorized Signatory
   
 
BANC OF AMERICA PREFERRED FUNDING
CORPORATION
 

 
By:
/s/ Andres Ortiz
   
Name: Andres Ortiz
 
Title: Authorized Signatory
     
 
BOFA SECURITIES, INC.
 

 
By:
/s/ Andres Ortiz
   
Name: Andres Ortiz
   
Title: Authorized Signatory


SCHEDULE I

EXECUTIVE OFFICERS AND DIRECTORS OF
REPORTING PERSONS

The following sets forth the name and present principal occupation of each executive officer and director of Bank of America Corporation.  The business address of each of the executive officers and directors of Bank of America Corporation is Bank of America Corporate Center, 100 North Tryon Street, Charlotte, North Carolina 28255.

Name
 
Position with Bank of
America Corporation
 
Principal Occupation
Brian T. Moynihan
 
Chairman of the Board, Chief Executive Officer and Director
 
Chairman of the Board and Chief Executive Officer of Bank of America Corporation
         
Paul M. Donofrio
 
Vice Chair
 
Vice Chair of Bank of America Corporation
         
Thong M. Nguyen
 
Vice Chair, Head of Global Strategy & Enterprise Platforms
 
Vice Chair, Head of Global Strategy & Enterprise Platforms of Bank of America Corporation
         
Bruce R. Thompson
 
Vice Chair, Head of Enterprise Credit
 
Vice Chair, Head of Enterprise Credit of Bank of America Corporation
         
Dean C. Athanasia
 
President, Regional Banking
 
President, Regional Banking of Bank of America Corporation
         
James P. DeMare
 
President, Global Markets
 
President, Global Markets of Bank of America Corporation
         
Kathleen A. Knox
 
President, The Private Bank
 
President, The Private Bank of Bank of America Corporation
         
Matthew M. Koder
 
President, Global Corporate and Investment Banking
 
President, Global Corporate and Investment Banking of Bank of America Corporation
         
Bernard A. Mensah
 
President, International; CEO, Merrill Lynch International
 
President, International of Bank of America Corporation and CEO, Merrill Lynch International
         
Lindsay DeNardo Hans
 
President, Co-Head Merrill Wealth Management
 
President, Co-Head Merrill Wealth Management of Bank of America Corporation
         
Eric Schimpf
 
President, Co-Head Merrill Wealth Management
 
President, Co-Head Merrill Wealth Management of Bank of America Corporation
         
Aditya Bhasin
 
Chief Technology and Information Officer
 
Chief Technology and Information Officer of Bank of America Corporation
         
D. Steve Boland
 
Chief Administrative Officer
 
Chief Administrative Officer of Bank of America Corporation
         
Alastair Borthwick
 
Chief Financial Officer
 
Chief Financial Officer of Bank of America Corporation


Sheri Bronstein
 
Chief Human Resources Officer
 
Chief Human Resources Officer of Bank of America Corporation
         
Geoffrey Greener
 
Chief Risk Officer
 
Chief Risk Officer of Bank of America Corporation
         
Thomas M. Scrivener
 
Chief Operations Executive
 
Chief Operations Executive of Bank of America Corporation
         
Lauren A. Mogensen
 
Global General Counsel
 
Global General Counsel of Bank of America Corporation
         
Lionel L. Nowell, III
 
Lead Independent Director
 
Lead Independent Director, Bank of America Corporation; Former Senior Vice President and Treasurer, PepsiCo, Inc.
         
Sharon L. Allen
 
Director
 
Former Chairman, Deloitte LLP
         
Jose E. Almeida
 
Director
 
Chairman, President and Chief Executive Officer of Baxter International Inc.
         
Pierre J.P. de Weck1
 
Director
 
Former Chairman and Global Head of Private Wealth Management, Deutsche Bank AG
         
Arnold W. Donald
 
Director
 
Former President and Chief Executive Officer, Carnival Corporation & Carnival plc
         
Linda P. Hudson
 
Director
 
Former Executive Officer, The Cardea Group, LLC and Former President and Chief Executive Officer of BAE Systems, Inc.
         
Monica C. Lozano
 
Director
 
Lead Independent Director, Target Corporation; Former Chief Executive Officer, Former College Futures Foundation and Former Chairman, US Hispanic Media Inc.
         
Denise L. Ramos
 
Director
 
Former Chief Executive Officer and President of ITT Inc.
Clayton S. Rose
 
Director
 
Baker Foundation Professor of Management Practice at Harvard Business School
Michael D. White
 
Director
 
Former Chairman, President, and Chief Executive Officer of DIRECTV
         
Thomas D. Woods2
 
Director
 
Former Vice Chairman and Senior Executive Vice President of Canadian Imperial Bank of Commerce; Former Chairman, Hydro One Limited
         
Maria T. Zuber
 
Director
 
Vice President for Research and E.A., Griswold Professor of Geophysics, MIT



1 Mr. de Weck is a citizen of Switzerland.
2 Mr. Woods is a citizen of Canada.


The following sets forth the name and present principal occupation of each executive officer and director of Banc of America Preferred Funding Corporation.  The business address of each of the executive officers and directors of Banc of America Preferred Funding Corporation is 214 North Tryon Street, Charlotte, North Carolina 28255.

Name
 
Position with Banc of
America Preferred Funding
Corporation
 
Principal Occupation
John J. Lawlor
 
Director and President
 
Managing Director, Municipal Markets and Public Sector Banking Executive of BofA Securities, Inc. and Bank of America, National Association
         
James Duffy
 
Managing Director
 
Director; MBAM BFO, The CFO Group
of Bank of America, National Association
         
Michael I. Jentis
 
Managing Director
 
Managing Director, Head of Sales – Public Finance of BofA Securities, Inc. and Bank of America, National Association
         
Mona Payton
 
Managing Director
 
Managing Director, Municipal Markets Executive for Short-Term Trading of BofA Securities, Inc. and Bank of America, National Association
         
Edward J. Sisk
 
Director and Managing Director
 
Managing Director, Public Finance Executive of BofA Securities, Inc. and Bank of America, National Association
         
John B. Sprung
 
Director
 
Corporate Director
         
David A. Stephens
 
Director and Managing Director
 
Managing Director, Executive for Public Finance and Public Sector Credit Products of BofA Securities, Inc. and Bank of America, National Association


The following sets forth the name and present principal occupation of each executive officer and director of BofA Securities, Inc.  The business address of each of the executive officers and directors of BofA Securities, Inc. is One Bryant Park, New York, NY 10036.
 
Name
 
Position with BofA
Securities, Inc.
 
Principal Occupation
Soofian J. Zuberi
 
Chairman of the Board, Chief Executive Officer and Director
 
Managing Director; Head of Global Equities
         
Laura Chepucavage
 
Director
 
Managing Director; Head of Global Financing & Futures, Global Rates and Counterparty Portfolio Mgmt
         
Sarang R. Gadkari
 
Director
 
Managing Director; Co-Head of Global Capital Markets
         
Matthew C. McQueen
 
Director
 
Managing Director; Head of Global Mortgages & Securitized Products and Municipal Banking & Markets
         
Faruqe Alam
 
Chief Financial Officer
 
Managing Director; BofA Securities, Inc. and Merrill Lynch, Pierce, Fenner & Smith CFO, Broker Dealer Legal Entity Controller
         
Glen A. Rae
 
Chief Legal Officer
 
Deputy General Counsel & Managing Director; Legal Executive
         
Joseph A. Guardino
 
Chief Operations Officer and Managing Director
 
Managing Director; Equities Operations, Client Service, EMEA & AMRS Branch Operations and LATAM & Canada Operations
         
Kashyap Bhatia
 
Chief Compliance Officer/ Broker-Dealer; Co-Chief Compliance Officer/Futures Commission Merchant
 
Managing Director; Global Markets Compliance and Operational Risk Executive
         
Edward McLaren
 
Chief Compliance Officer/Futures Commission Merchant and Managing Director
 
Managing Director; Compliance and Operational Risk Executive
         
Claire Bliss
 
Chief Compliance Officer/Registered Investment Advisor
 
Managing Director; Compliance and Operational Risk Executive
         
Manami Ishii
 
Treasurer and Managing Director
 
Director; Sr Asset Liability Manager, The CFO Group
         
Luigi Ricciardi
 
Anti-Money Laundering Compliance Officer
 
Director; Global Financial Crimes Executive I


SCHEDULE II
 
LITIGATION SCHEDULE
 
Bank of America Corporation and certain of its affiliates, including BofA Securities, Inc. ("BofA Securities," successor in interest to Merrill Lynch, Pierce, Fenner & Smith Incorporated) and Bank of America, N.A., have been involved in a number of civil proceedings and regulatory actions which concern matters arising in connection with the conduct of its business.  Certain of such proceedings have resulted in findings of violations of federal or state securities laws.  Such proceedings are reported and summarized in the BofA Securities Form BD as filed with the SEC, which descriptions are hereby incorporated by reference.